Nominations, Elections and Voting Processes for the UNACTO Board of Directors
Adopted on 12 April 2021
The By-Laws of the United Nations Association in Canada Toronto Region Branch (“UNACTO”) establishes general criteria for the Board as well as basic procedures for the election of Board members. The Board is responsible for establishing additional detailed policies and procedures for the nomination and election of Board members. UNACTO strives to comply with the principles of the Governance Committee regarding fair and trustworthy nominations process.
The purpose of this policy is to establish a framework of clear directives, guidelines and procedures for the nomination and election of Board members that are consistent with UNACTO’s By-Laws. These procedures and protocols will be applied by the Board consistently, provided that they may be adapted, as required from time to time and as circumstances.
Responsibility and Review
The Board of Directors of UNACTO is responsible for approving the policies and procedures for nomination and election of Directors, as well as any changes thereto.
UNACTO Governance is responsible for reviewing this policy as necessary and for recommending changes, if any, to the Board of Directors for consideration and adoption.
The Nominations Committee is responsible for managing and overseeing the process of nominations for election in accordance with this policy, as amended from time to time.
The Nominations Committee shall be composed of three individuals: the President and two UNACTO members-in-good-standing. The President shall appoint two additional committee members.
The two regular members of the Nominations Committee shall not be eligible to be nominated to the Board while serving on the Nominations Committee. The Nominations Committee has the following responsibilities:
A. Assess the current composition of the Board and begin to identify potential Board members. Identify strengths and gaps in the Board (both current and future).
B. Approach the current Board members who will to be called back.
C. Issue a call for nominations.
D. Assemble and evaluate a confidential, cumulative list of prospective Board members from nominations.
E. Present the slate of nominees to the board for approval.
A. The Nominations Committee will set dates that mark the opening and closing of the nominations period. The nominations period must not be less than fourteen (14) days in total. Nominations must be received by the close of the nomination period, which closes at 11:59 p.m. (ET).
B. A call for Board nominations will be issued to the general membership by email, to the general public through the UNACTO social media channels and posted on the non-profit sector employment billboards.
C. A Nomination Form will be available on the website.
D. After a candidates evaluation, the Nominations Committee puts forward names for the Board vote and ratification by membership at the Annual General Meeting.
E. The Nominations Committee put forward names for Board Chair, Treasurer/Secretary for the Board vote and ratification by membership at the Annual General Meeting.
F. The Nominations Committee put forward names for President, Vice President for the membership vote at the Annual General Meeting.
There will be no nominations accepted from the floor at the Annual General Meeting.
Eligibility and Evaluation
An authorized member of the Nominations Committee will contact each individual that has been nominated to:
notify of nomination,
explain the requirements of the position,
confirm whether the individual is willing to stand for election.
A Person is not eligible to be a Director if they are:
less than 18 years of age, or
have been declared incapable by a court in Canada or elsewhere, or
undischarged bankrupt, or
have exceeded their term as a director as set out in the By-Laws, or
not a member-in-good-standing of UNACTO, or
in conflict with any UNACTO By-Laws.
Apart from these disqualifying factors, the UNACTO will strive to recruit persons for nomination and election as directors that possess such specific skills and expertise as determined by the Nominations Committee to be necessary for the effective governance of the Board.
Where the number of candidates does not exceed the number of vacant positions, the continuing candidates will be elected by acclamation at the Annual General Meeting.
An acclamation vote will be conducted at the Annual General Meeting, with the candidates voted on as a slate and with a single vote of the members present at the meeting.
The electronic ballot must list the name of nominee for the President and Vice President as per the Nominations Committee recommendation for a vote, and a list of Board members indicating a director's capacity for a ratification.
At the annual general meeting, the Chair of the Nominations Committee will provide a verbal report to the meeting, setting out:
the names of the Board members to be ratified at the Annual General Meeting,
the names of the President and Vice President for election and
outline the relevant process for completing the ballot and conducting the election.
Counting of Ballots and Announcement of Results
The Nominations Committee will act as scrutineers as necessary for the conduct of the election and counting of the ballots, including an acclamation vote.
The Chair of the Nominations Committee has the authority to take such actions as are reasonably necessary in the circumstances to conduct the election.
Following the determination of the results, the Chair of the Nominations Committee will announce the results of the election to the meeting. The results of the election will be posted on UNACTO’s website as soon as possible after the meeting.
There is no appeal or recount available following the announcement of the election results.
All ballots will be destroyed on the date which is 14 days after the date of the Annual General Meeting.
Board Director Duties & Responsiblities
Applications open on 6 March 2023 and close 1 April 2023 at 11:59 p.m. ET.